Terms and Conditions

Overview

Corpcash (the “Platform”) is an enterprise digital employee benefits, rewards, payments, and redemption platform made available by Kalp Digital Infra Private Limited (“Kalp Digital Infra”, the “Company”, “we”, “us”, or “our”) to participating organizations and their authorized users, including organization administrators, employees, and approved vendors/service providers, for the management and use of employee benefits, rewards, Points, redemptions, and other services made available through the Platform from time to time.

These Terms and Conditions (“Terms”) govern registration for, access to, and use of the Platform by Organizations and their authorized users and set out the rights, responsibilities, and restrictions applicable to such use.

By registering for, accessing, or using Corpcash, an Organization and each authorized User represent and confirm that they have read and understood these Terms and agree to be bound by them, as updated from time to time. If an Organization or User does not agree to these Terms, they must not register for, access, or use the Platform.

Definitions

For purposes of these Terms and Conditions (“Terms”), the following capitalized terms have the meanings assigned below: account, Users, benefits, rewards, Points, services, approvals, and other administrative functions available through the Platform.

Capitalized terms not defined above shall have the meanings given elsewhere in these Terms.

• “Platform” or “Corpcash” means the enterprise digital employee benefits, rewards, payments, and redemption platform made available by Kalp Digital Infra to participating Organizations and their authorized Users.
• “Company”, “Kalp Digital Infra”, “we”, “us”, or “our” means Kalp Digital Infra Private Limited, the provider and operator of the Corpcash Platform.
• “Organization” or “Client” means a company, business, enterprise, or other legal entity that registers for or is approved to use the Platform for its authorized users, employees, and/or vendors.
• “Client Admin” means an authorized representative or administrator of an Organization who is permitted by the Organization to manage its
• “User” means any person authorized to access or use the Platform, including a Client Admin, Employee, Vendor, or other person expressly authorized by an Organization or by the Company.
• “Employee” means a current employee of an Organization, or such other individual authorized by the Organization, who is registered, invited, or otherwise enabled to use the Platform.
• “Vendor” means a third-party service provider, contractor, merchant, business partner, or other entity approved by an Organization to provide goods or services to its Employees through the Platform and/or accept Points through supported Platform workflows, where enabled.
• “Points” means the digital units of account recorded on the Platform and made available to eligible Users under an Organization’s employee gift, benefit, reward, reimbursement, or other approved programme. Unless otherwise expressly specified for a particular programme, one (1) Point is equivalent to one Indian Rupee (₹1) for Platform accounting and applicable redemption purposes. Points are not legal tender, bank deposits, securities, or independently transferable monetary instruments.
• “Wallet” means the digital ledger account associated with an Organization or User, as applicable, through which Points, balances, and transaction history are recorded on the Platform.
• “Service Wallet” means a wallet or ledger maintained on the Platform for the administration and funding of specific services or programmes made available through Corpcash.
• “Cash-Out Request” means a request raised by a Vendor through the Platform, where such functionality is enabled, to redeem an eligible number of Points for settlement, subject to review and approval in accordance with the applicable Organization’s programme and Platform workflow.
• “Gift Card” means a prepaid gift voucher, gift card, or voucher code that may be made available through the Platform for redemption against goods or services of a third-party merchant or brand (“Merchant”), and that is fulfilled through a Gift Card Partner and issued by the relevant Merchant.
• “Gift Card Partner” means a third-party fulfilment, reseller, aggregator, or other partner engaged by the Company to facilitate Gift Card fulfilment and delivery.
• “Merchant” means the third-party brand or service provider that issues and honours a Gift Card for redemption of its goods or services. The Merchant determines the applicable Gift Card terms, including validity, redemption rules, participating outlets, and restrictions, and is independent of the Company.
• “Intellectual Property” means all proprietary rights in the Platform and its content, including all software, source code, designs, text, graphics, logos, trademarks, workflows, interfaces, documentation, and related materials. Such Intellectual Property is owned by the Company or its licensors.
• “Applicable Law” means all applicable laws, rules, regulations, notifications, orders, directions, and governmental or regulatory requirements applicable to the relevant Organization, User, transaction, or use of the Platform.

2. Scope of Service and Acceptance

2.1 Enterprise Platform

Corpcash is an enterprise platform made available by the Company to Organizations for managing employee gift, benefits, rewards, Points, redemptions, vendors, and other services or programmes enabled through the Platform from time to time.

The Platform may be accessed and used only by Organizations and Users authorized in accordance with these Terms.

2.2 Organization Registration

The Platform may permit any eligible Organization to register and submit an application for access to Corpcash.

Registration does not automatically create a right to access or use the Platform.

The Company may review an Organization’s registration, information, documents, business details, and other information provided during onboarding and may approve or reject the registration request at its sole discretion, subject to Applicable Law.

An Organization may access and use the Platform only after its registration has been approved by the Company and the applicable account has been activated.

2.3 Approval and Access

The Company reserves the right to request additional information or documents from an Organization during registration or at any time thereafter for verification, security, compliance, risk management, or operational purposes.

The Company may reject, suspend, restrict, or cancel an Organization’s registration or access where the Company reasonably determines that such action is necessary for security, fraud prevention, compliance, operational, commercial, or other legitimate reasons.

2.4 Authorized Users

Once an Organization has been approved, the Organization may add or enable its authorized Users in accordance with the functionality and controls made available through the Platform.

The Organization is responsible for ensuring that only eligible and authorized persons are provided access to its account and services.

2.5 Acceptance of Terms

By registering for, accessing, or using Corpcash, the Organization and its Users confirm that they have read, understood, and agree to be bound by these Terms, as updated from time to time.

If an Organization or User does not agree to these Terms, it must discontinue use of the Platform.

3. Eligibility and User Accounts

3.1 Organizations

The Platform is available to legally established businesses, companies, enterprises, and other organizations that meet the Company's onboarding and eligibility requirements.

An Organization represents and warrants that:

• it has the legal authority to enter into these Terms;
• the person registering the Organization is authorized to act on its behalf;
• all information submitted during registration and onboarding is accurate, complete, and current; and
• it will use the Platform only for lawful and legitimate business purposes.

3.2 Minimum Age

Users must generally be at least 18 years of age and legally capable of entering into contracts.

Where an Organization authorizes an individual below 18 years of age to access any feature, the Organization remains responsible for ensuring that such use is lawful and appropriately supervised.

3.3 Client Admin Accounts

An Organization may designate one or more authorized persons as Client Admins.

Client Admins may, subject to the permissions and functionality provided by the Platform:

The Organization is responsible for the actions of its Client Admins within the scope of their authorized access.

• manage Organization information;
• add, invite, enable, disable, or remove Employees and other Users;
• manage employee gifts, benefits and reward programmes;
• allocate or manage Points;
• manage Vendors;
• review transactions and reports;
• initiate or approve applicable workflows; and
• perform other administrative functions made available through the Platform.

3.4 Registration and Authentication

Users may access the Platform using authentication methods enabled by the Company, which may include registered email addresses, one-time passwords (“OTP”), passwords, or additional authentication factors.

The Company may modify authentication methods from time to time for security and operational purposes.

3.5 Account Security

Users must keep OTPs, passwords, authentication credentials, and other access information confidential and must not permit any other person to access or use their account.

If a User suspects that an account has been compromised or accessed without authorization, the User must promptly notify the Company at care@corpcash.in and follow reasonable instructions provided for securing the account.

An Organization is responsible for promptly disabling or requesting deactivation of access when a User leaves the Organization, changes role, or otherwise ceases to be authorized.

3.6 Use of Account – Compliance and Monitoring

Users must use the Platform only for lawful purposes and in accordance with these Terms and applicable Organization policies.

The Company may monitor, review, and audit Platform usage for security, fraud prevention, compliance, system integrity, and operational purposes, in accordance with Applicable Law.

4. License to Use and Intellectual Property

4.1 Limited License

Subject to compliance with these Terms, the Company grants an Organization and its authorized Users a limited, non-exclusive, non-transferable, revocable right to access and use the Platform through Company-authorized web or mobile interfaces solely for legitimate business and employee benefit purposes and for the functionality made available to them.

Depending on the User’s role and applicable Organization programme, permitted functionality may include:

• viewing available benefits and Points balances;
• viewing transaction history;
• receiving or allocating Points;
• redeeming Points through permitted workflows;
• purchasing or redeeming eligible Gift Cards;
• making eligible payments to registered Vendors through supported workflows;
• accessing applicable employee benefits and services;
• submitting or processing applicable reimbursement requests;
• participating in reward and appreciation programmes; and
• using other services made available through the Platform from time to time.

4.2 Personal Access

User accounts and access rights are personal to the relevant User and must not be rented, leased, sublicensed, assigned, transferred, or made available to another person.

Sharing credentials, impersonating another User, or permitting another person to use an account is prohibited.

4.3 Intellectual Property Ownership

As between the Organization, Users, and the Company, the Platform and all Intellectual Property associated with it are and shall remain the exclusive property of the Company and/or its licensors.

Except for the limited rights expressly granted under these Terms, nothing in these Terms transfers any right, title, or interest in the Platform or its Intellectual Property to any Organization or User.

4.4 Third-Party Technology

Technology services used in connection with the Platform may be provided by third-party service providers.

Such service providers act as technology or service providers to the Company and are not parties to these Terms unless expressly stated otherwise.

4.5 Use Restrictions

An Organization or User must not, and must not attempt to:

Any breach of this Clause may result in suspension or termination of access, without limiting any other rights or remedies available to the Company.

• copy, modify, adapt, translate, or create derivative works of the Platform;
• reverse engineer, decompile, disassemble, or attempt to extract source code or underlying ideas of the Platform, except to the extent prohibited by Applicable Law;
• remove, obscure, or alter proprietary notices;
• access or use the Platform in a manner that interferes with, disrupts, damages, or degrades the Platform or related systems;
• attempt to gain unauthorized access to any portion of the Platform or related systems;
• bypass or circumvent security, authentication, access controls, limits, or restrictions;
• use the Platform for fraudulent or unlawful activity; or
• use the Platform to build or provide a competing service using the Company’s proprietary materials or functionality.

4.6 Feedback

If an Organization or User provides suggestions, ideas, feedback, or recommendations regarding the Platform (“Feedback”), the User grants the Company a perpetual, irrevocable, worldwide, royalty-free, sublicensable right to use, reproduce, modify, adapt, implement, and otherwise exploit such Feedback for any purpose without compensation or obligation.

5. Acceptable Use and Conduct

5.1 Compliance with Laws and Policies

Organizations and Users must use the Platform lawfully, responsibly, and with integrity and must comply with all Applicable Laws and applicable Organization policies.

5.2 Security and Access Restrictions

Users must not attempt to circumvent, disable, or interfere with security features or access controls of the Platform.

Prohibited conduct includes:

• probing, scanning, or testing Platform vulnerabilities without authorization;
• attempting to breach authentication or encryption measures;
• accessing information or functionality for which the User is not authorized;
• using automated scripts, scraping tools, bots, or similar means without prior written authorization; or
• attempting to interfere with the Platform’s infrastructure or availability.

5.3 No Malware or Harmful Code

Users must not introduce viruses, malware, spyware, worms, Trojan horses, or other malicious or harmful code into the Platform.

5.4 Data Input Restrictions

The Platform is not intended for unrestricted public posting, messaging, or user-generated content hosting.

Users must not submit or store unlawful, infringing, defamatory, obscene, fraudulent, or otherwise harmful content through the Platform.

Users must provide only information reasonably necessary to use the Platform and complete applicable workflows.

5.5 Fraudulent or Unlawful Activities

Organizations and Users must not use the Platform for fraudulent, deceptive, or unlawful activity.

Prohibited conduct includes:

Suspected misuse may result in suspension or termination of access and may be reported to competent authorities where required or permitted by Applicable Law.

• misrepresenting identity or authority;
• impersonating another person or Organization;
• manipulating balances, records, transactions, or approvals;
• exploiting bugs or vulnerabilities;
• attempting to obtain Points through deception;
• using the Platform for money laundering, terrorist financing, bribery, or other financial crime; or
• attempting to circumvent Platform controls.

5.6 No Unauthorized Points Dealings

Points are intended for use only through authorized Platform workflows. Users must not sell, trade, pledge, transfer, exchange, or otherwise deal in Points outside the Platform’s permitted workflows. Points must not be treated as a publicly tradable asset, security, deposit, or independent monetary instrument. Any attempted circumvention of these restrictions is void and may constitute a breach of these Terms.

5.7 Integrity of Platform Use

Users must not engage in conduct that disrupts, harms, or degrades the normal operation, security, or reputation of the Platform.

5.8 Consequences of Violation

Any violation of this Clause may result in suspension or termination of an Organization’s or User’s access, without limiting any other rights or remedies available to the Company under Applicable Law or applicable Organization policies.

6. Platform Functionality and Points

6.1 Nature of Points

Points are digital units of account recorded on the Platform and made available under an Organization’s approved employee gift, benefit, reward, reimbursement, or other programme.

Unless otherwise expressly specified for a particular programme:

1 Point = ₹1 (one Indian Rupee) for Platform accounting and applicable redemption purposes.

Points are not:

Points have no value outside the Platform and may be used only through permitted Platform workflows.

• legal tender;
• currency;
• a bank deposit;
• a security;
• an investment;
• a publicly tradable asset; or
• an independently transferable monetary instrument.

6.2 Permitted Use

Depending on the Organization’s programme and functionality enabled on the Platform, Employees may use Points for:

• eligible Gift Cards;
• payments to registered Vendors through supported QR or payment workflows;
• eligible employee benefits;
• approved rewards;
• other products or services expressly made available through the Platform.

6.3 Point Allocation

Points may be allocated to eligible Users by an Organization through authorized Platform workflows.

The Company may also maintain service-related balances or Service Wallets for facilitating services provided through the Platform.

The exact allocation, eligibility, limits, expiry, and permitted use of Points may vary according to the applicable Organization programme.

6.4 No Unauthorized User-to-User Transfers

Employees may not transfer Points to other Employees unless a specific transfer functionality is expressly enabled by the Company and the relevant Organization.

Payments or redemptions involving registered Vendors through authorized Platform workflows are not considered unauthorized peer-to-peer transfers.

6.5 Vendor Payments

Where enabled, an Employee may make a payment to a registered Vendor through the Platform, including by scanning a Vendor QR code.

The transaction may be processed only where the Employee has sufficient Points and all applicable controls and conditions are satisfied.

6.6 Points Ledger and Transaction Records

The Platform records Point balances and transaction history through its internal ledger.

The Company will use reasonable efforts to maintain accurate Platform records.

The Organization and Users are responsible for reviewing transaction records and promptly reporting suspected errors or unauthorized activity.

6.7 Rounding Policy

The Platform may record Points in whole-unit denominations unless sub-units are expressly supported.

Where a calculation results in a fractional Point amount and the Platform processes the transaction in whole Points, the amount may be rounded to the nearest whole Point, with fractions below 0.5 rounded down and fractions equal to or above 0.5 rounded up.

The rounded amount reflected in the Platform ledger shall be the amount used for the relevant transaction.

6.8 Fees and Third-Party Charges

The Company may charge Organizations fees for Platform access or particular services in accordance with the applicable commercial arrangement.

Users may not be charged for basic access unless expressly communicated.

Third-party services, Gift Cards, merchants, service providers, or other external services may be subject to separate charges or terms.

6.9 Balance Review and Error Reporting

Users may view available Points and transaction history through the Platform, subject to their role and permissions.

Any suspected discrepancy, unauthorized transaction, or technical issue should be reported promptly to care@corpcash.in.

6.10 Correction and Reversal

Where the Company or an Organization identifies a verified error, unauthorized transaction, fraud, system issue, or other legitimate reason requiring correction, the Company may, subject to Applicable Law and the relevant programme rules:

• reverse a transaction;
• adjust a Point balance;
• cancel wrongly issued Points;
• restore deducted Points;
• freeze an affected account; or
• take other reasonable corrective action.

6.11 Expiration and Forfeiture

Points may expire, be cancelled, or be withdrawn in accordance with the applicable Organization programme, Platform rules, or Applicable Law.

Where required by Applicable Law, the Company or relevant Organization will provide appropriate notice of material changes relating to Point expiry or cancellation.

7. Gift Cards and Third-Party Services

7.1 Redemption of Points for Gift Cards

The Platform may permit Users to redeem Points for Gift Cards or vouchers made available from time to time.

The User must have sufficient Points at the time of redemption.

Gift Card fulfilment is subject to availability and third-party constraints, including issuer, Merchant, partner, technical, compliance, and inventory limitations.

If a Gift Card request cannot be fulfilled and no Gift Card is issued, any Points deducted for the failed request will be re-credited within a reasonable time.

7.2 Third-Party Terms

Gift Cards available through the Platform are issued by third-party Merchants or issuers and may be fulfilled through third-party Gift Card Partners.

The Company does not issue Gift Cards unless expressly stated otherwise.

The Merchant determines the applicable Gift Card terms, including:

Users are responsible for reviewing and complying with applicable Merchant and Gift Card terms.

• validity;
• expiry;
• redemption rules;
• participating outlets;
• applicable restrictions; and
• refund or replacement conditions.

7.3 Points Deduction and Finality

When a Gift Card is successfully issued, the corresponding number of Points will be deducted from the User's balance. Gift Card redemptions are generally final and non-refundable once issued, except where:

• required by Applicable Law; or
• a refund, cancellation, or replacement is permitted by the relevant Merchant or Gift Card Partner and successfully processed.

7.4 Gift Card Errors

If a Gift Card is issued with an error attributable to the Merchant or Gift Card Partner, the User should promptly notify the Company at care@corpcash.in.

The Company may facilitate coordination with the relevant third party, but any resolution remains subject to the policies and processes of the relevant Merchant or Gift Card Partner.

7.5 Third-Party Services and Data Sharing

The Platform may rely on third-party services, including hosting providers, email providers, fraud and risk tools, Gift Card Partners, Merchants, service providers, payment providers, and other technology providers.

To enable transactions and related support, the Company may share information reasonably necessary to process and support such services, subject to Applicable Law and the Company’s applicable privacy practices.

The Company does not guarantee uninterrupted availability of third-party services and is not responsible for failures attributable solely to third parties, except to the extent required by Applicable Law.

8. Vendor Cash-Out and Settlement

8.1 Initiating a Cash-Out Request

Where the cash-out feature is enabled, only eligible Vendors may request redemption of Points through the Platform.

A Vendor must submit a Cash-Out Request specifying the eligible number of Points to be redeemed, not exceeding the Vendor’s available eligible balance.

8.2 Review and Approval

Each Cash-Out Request is subject to applicable review and approval controls.

The relevant Organization and/or the Company, depending on the applicable programme and Platform workflow, may require the Vendor to confirm or update payout particulars.

A request may be placed on hold pending verification.

8.3 Burning of Points and Settlement

Upon approval of an eligible Cash-Out Request, the applicable Points may be deducted or cancelled from the Vendor’s Platform balance.

Where settlement is performed outside the Platform, the applicable settlement amount may be paid to the Vendor through the designated payment process.

The Platform itself does not necessarily process, transmit, or hold fiat currency for Users unless expressly stated for a particular service.

8.4 Timing and Status

The Platform may reflect the status of Cash-Out Requests.

The timing of actual settlement depends on the applicable approval, verification, payment, and settlement process.

8.5 Vendor Responsibility

Vendors are responsible for ensuring that payout details provided to the Organization or Company are accurate, current, and belong to the Vendor.

The Vendor is responsible for any losses, delays, or disputes resulting from incorrect or incomplete payout information provided by the Vendor.

8.6 Technology Service Provider’s Role

The Company’s technology providers may maintain Platform records, transaction logs, and workflow records relating to Vendor transactions.

Technology providers do not independently own or control the Vendor’s Points or settlement decisions unless expressly agreed otherwise.

8.7 Disputes

Disputes relating to Vendor settlement amounts, timing, payout details, or eligibility should be raised with the relevant Organization and/or Company at care@corpcash.in.

9. Responsibilities and Obligations

9.1 Company Responsibilities

The Company is responsible for operating and maintaining the Corpcash Platform and providing the technology and services described in the applicable commercial arrangement.

The Company may:

• maintain Platform infrastructure;
• provide administrative functionality to Organizations;
• implement security and fraud controls;
• provide support;
• integrate third-party services;
• monitor Platform performance and security; and
• modify or discontinue features in accordance with these Terms and applicable arrangements.

9.2 Organization Responsibilities

Each Organization is responsible for:

• providing accurate registration and organizational information;
• ensuring that its Client Admins are authorized;
• managing its Employees and Vendors;
• ensuring that User information is accurate and current;
• applying appropriate internal policies and approval controls;
• determining eligibility for employee benefits and rewards;
• managing its employee programmes and Point allocations;
• ensuring compliance with Applicable Law relating to its use of the Platform; and
• promptly notifying the Company of material changes affecting Platform access or security.

9.3 Client Admin Responsibilities

Client Admins must use administrative functionality only within the authority granted by the Organization.

Client Admins must not:

• grant unauthorized access;
• manipulate records for improper purposes;
• allocate benefits or Points without proper authorization;
• misuse Employee or Vendor information; or
• use administrative functionality for unlawful or fraudulent purposes.

9.4 User Responsibilities

Each User must:

• use the Platform ethically and lawfully;
• maintain the security of their account;
• keep sensitive information confidential;
• follow applicable Organization policies;
• promptly report unauthorized access or suspicious activity;
• not exploit Platform errors or vulnerabilities; and
• provide accurate information where required.

9.5 Vendor Obligations

Vendors using the Platform agree to:

Vendors must not engage in off-platform arrangements to sell, trade, exchange, or otherwise misuse Points.

• use the Platform only for genuine transactions;
• provide goods and/or services consistent with their arrangements with the relevant Organization;
• comply with Applicable Law;
• maintain accurate business and payout information; and
• comply with applicable tax, invoicing, GST, TDS, and statutory requirements applicable to their business and receipts.

9.6 Company Oversight Rights

The Company may monitor and review Platform activity to maintain security and system integrity, enforce these Terms, prevent fraud, and comply with Applicable Law.

Where the Company identifies suspicious or potentially harmful activity, it may temporarily suspend or restrict affected accounts, transactions, or features.

The Company may act without prior notice where reasonably necessary for security, fraud prevention, legal compliance, or protection of the Platform.

10. Compliance with Law and Regulatory Classification

10.1 Platform Configuration

Corpcash is intended to operate as an enterprise platform for participating Organizations and their authorized Users.

Access is controlled through Organization registration, Company approval, and User authorization.

10.2 Points

Points are digital units of account used within the Platform for employee benefits, rewards, redemption, and other permitted programmes.

Unless otherwise expressly stated for a particular programme:

1 Point = ₹1 for Platform accounting and applicable redemption purposes.

Points are not intended to constitute currency, legal tender, a bank deposit, a security, or an investment.

10.3 Closed-Loop Programme

The parties intend that Points and related employee benefit functionality, as configured and used under these Terms, operate within the Company’s enterprise Platform and through permitted programme workflows.

Points are not intended to be publicly traded or independently transferable outside the Platform.

10.4 Regulatory Characterization

The regulatory characterization of a particular Platform feature may depend on the programme design, user access, redemption methods, payment flows, settlement arrangements, applicable law, and regulatory interpretation from time to time.

The Company may restrict, modify, suspend, or discontinue any feature where reasonably necessary to maintain compliance with Applicable Law or regulatory requirements.

Nothing in these Terms should be interpreted as providing legal or regulatory advice to an Organization or User.

10.5 Sanctions and Restricted Parties

Each Organization and User represents that they are not a prohibited or sanctioned person under Applicable Law.

The Platform must not be used in violation of applicable sanctions, export controls, anti-money laundering requirements, or other applicable restrictions.

10.6 Tax Compliance

Each party is responsible for its own tax compliance arising from its activities and transactions.

The Organization is responsible for evaluating and complying with tax obligations relating to employee benefits, rewards, Point allocations, reimbursements, and other programmes administered by it.

Vendors are responsible for taxes applicable to their receipts and settlements.

Employees are responsible for personal tax obligations applicable to benefits or rewards they receive.

The Company does not provide tax advice.

10.7 Territorial Use

The Platform is intended primarily for use in India unless otherwise expressly agreed.

If an Organization or User accesses the Platform from outside India, that Organization or User is responsible for complying with Applicable Law applicable to such access and use.

11. Termination and Suspension

11.1 Organization Discontinuance

An Organization may request termination or discontinuation of its Platform account in accordance with its applicable commercial arrangement with the Company.

Upon termination, access to the Platform and its features may be disabled.

11.2 User Offboarding

An Organization is responsible for removing or disabling Users who are no longer authorized to access the Platform.

The Company may also disable User access where it receives a valid request from the Organization or where required for security, compliance, or other legitimate reasons.

11.3 Suspension or Termination by the Company

The Company may suspend or terminate an Organization's or User's access where it reasonably determines that such action is appropriate, including due to:

• violation of these Terms;
• violation of applicable Organization policies;
• fraudulent or unlawful activity;
• security concerns;
• suspected compromise or misuse;
• inaccurate or misleading registration information;
• non-payment of applicable commercial fees;
• compliance with Applicable Law or lawful governmental directions;
• risk to the Platform or other Users; or
• discontinuation or material modification of the Platform or relevant feature.

11.4 Immediate Suspension

In urgent circumstances, including suspected fraud, security threats, unlawful activity, or regulatory requirements, the Company may suspend access immediately without prior notice.

11.5 Notice

Where reasonably practicable, the Company may provide notice of suspension or termination and, where appropriate, an opportunity to remedy the relevant issue.

Immediate action may be taken where required for security, fraud prevention, legal compliance, or urgent operational reasons.

11.6 Effect of Termination

Upon termination or suspension, the affected Organization or User must cease using the Platform and its affected features.

Access to Points, balances, transaction history, reports, and other information may be restricted, subject to record-retention obligations and Applicable Law.

11.7 Post-Termination Matters

The Company may retain Platform records, logs, and transaction information to the extent required for security, audit, accounting, dispute resolution, legal compliance, or legitimate business purposes.

Any pending Vendor settlement or other transaction will be handled in accordance with the applicable programme rules, commercial arrangements, and Applicable Law.

12. Warranties and Disclaimers

12.1 Platform Provided “AS IS”

The Platform and related services are provided on an “as is” and “as available” basis, without express, implied, or statutory warranties except as expressly stated in these Terms or required by Applicable Law.

To the maximum extent permitted by law, the Company disclaims implied warranties of merchantability, fitness for a particular purpose, title, and non- infringement.

12.2 No Warranty of Error-Free Operation

The Company does not warrant that the Platform will be uninterrupted, timely, secure, or error-free, or that all defects will be corrected immediately.

The Company will use reasonable efforts to maintain a reliable Platform.

12.3 Availability and Maintenance

The Platform may be unavailable from time to time due to:

• maintenance;
• upgrades;
• technical issues;
• infrastructure failures;
• third-party service interruptions;
• internet or telecommunications failures; or
• circumstances beyond the Company's reasonable control.

12.4 Points and Redemption Disclaimer

The Company does not guarantee the availability of any particular benefit, reward, redemption option, Vendor, Gift Card, service, or programme indefinitely.

Point issuance, allocation, expiry, redemption limits, eligible uses, and applicable programmes may be modified in accordance with these Terms, Organization programme rules, and Applicable Law.

12.5 Third-Party Services

The Platform may integrate with or provide access to third-party services, Merchants, Gift Card issuers, Gift Card Partners, Vendors, payment providers, and other external service providers.

The Company does not control and does not guarantee the quality, availability, performance, or actions of such third parties.

Third-party terms may apply separately.

12.6 Non-Excludable Rights

Nothing in these Terms excludes or limits any right, warranty, or liability that cannot lawfully be excluded or limited under Applicable Law.

13. Limitation of Liability

13.1 Exclusion of Certain Damages

To the maximum extent permitted by Applicable Law, the Company, its affiliates, directors, officers, employees, contractors, and service providers shall not be liable to an Organization, User, Vendor, or third party for indirect, incidental, special, consequential, exemplary, or punitive damages arising out of or relating to the Platform or these Terms.

Excluded damages may include, without limitation:

• loss of profits or revenue;
• loss of business;
• loss of anticipated savings;
• loss of data;
• business interruption;
• reputational harm; or
• cost of procuring substitute services.

13.2 Specific Liability Exclusions

Without limiting Clause 13.1, the Company shall not be liable for loss or damage arising from:

• changes to employee benefit programmes, rewards, Points, redemption options, expiry, limits, or other Organization programme rules;
• unauthorized access or misuse of an Organization or User account, except to the extent directly caused by the Company's proven gross negligence or wilful misconduct;
• acts or failures of third parties, including Merchants, Gift Card issuers, Gift Card Partners, Vendors, payment providers, hosting providers, internet service providers, or other external systems;
• inaccurate information supplied by an Organization, User, or Vendor;
• User or Organization errors or failure to follow Platform instructions;
• suspension or restriction undertaken in good faith for security, fraud prevention, or compliance purposes; or
• events beyond the Company's reasonable control.

13.3 Liability Cap

To the extent any liability of the Company is not excluded under these Terms and is finally established by a court of competent jurisdiction, the maximum aggregate liability of the Company arising out of or relating to the Platform or these Terms shall, to the maximum extent permitted by Applicable Law, be limited to the fees actually received by the Company from the relevant Organization for the Platform during the twelve (12) months immediately preceding the event giving rise to the claim.

Where an Organization or User does not pay fees directly for access to the Platform, the Company’s liability shall, to the extent permitted by Applicable Law, be limited to a reasonable nominal amount reflecting the nature of the service.

13.4 Non-Excludable Liabilities

Nothing in these Terms excludes or limits liability that cannot lawfully be excluded or limited under Applicable Law, including liability for fraud or wilful misconduct or statutory rights that cannot be waived.

13.5 Basis of Bargain

The limitations and exclusions contained in Clauses 12 and 13 form an essential basis of the agreement between the parties.

14. Indemnification

14.1 Organization and User Indemnity

Each Organization and User agrees to indemnify, defend, and hold harmless the Company, its affiliates, directors, officers, employees, agents, contractors, and service providers (collectively, the “Indemnified Parties”) from and against third-party claims, demands, investigations, actions, proceedings, losses, liabilities, damages, judgments, fines, penalties, costs, and expenses, including reasonable legal fees, arising out of or relating to:

• fraud, wilful misconduct, or misuse of the Platform by the Organization or User;
• violation of these Terms or Applicable Law;
• unauthorized use of the Platform;
• infringement of third-party rights caused by information or content submitted by the Organization or User; or
• breach of representations, warranties, or obligations under these Terms.

14.2 Indemnification Procedure

If an Indemnified Party receives notice of a claim for which it intends to seek indemnification, the Indemnified Party will, where reasonably practicable, notify the Organization or User.

The Organization or User will reasonably cooperate in the defence of the claim.

No settlement may be entered into that imposes an obligation, admission, or restriction upon an Indemnified Party without the prior written consent of the relevant Indemnified Party.

14.3 Survival

The obligations under this Clause survive termination or expiry of these Terms to the extent that the underlying event occurred while the Organization or User had access to or used the Platform.

15. Modifications to Terms

15.1 Updates and Notice

The Company may amend these Terms from time to time.

Where an amendment materially affects an Organization’s or User’s rights or obligations, the Company will provide reasonable notice through the Platform, email, or other appropriate communication channel, unless a shorter notice period is required for legal, security, or operational reasons.

15.2 Effective Date and Acceptance

Revised Terms will become effective from the effective date specified in the updated Terms.

Continued access to or use of the Platform after the effective date constitutes acceptance of the revised Terms.

If an Organization or User does not agree to revised Terms, it must discontinue use of the Platform and may request account deactivation by contacting care@corpcash.in.

15.3 Legal or Regulatory Changes

Amendments required to comply with Applicable Law, regulatory directions, or binding governmental orders may be implemented immediately or within the timeframe required by such requirements, with notice provided as soon as reasonably practicable.

16. Force Majeure

16.1 No Liability for Force Majeure Events

The Company will not be liable for failure or delay in performing its obligations to the extent caused by events or circumstances beyond its reasonable control (“Force Majeure Event”).

Force Majeure Events may include:

• acts of God;
• flood, earthquake, storm, or other natural disasters;
• fire;
• epidemic or pandemic;
• war;
• terrorism;
• civil unrest;
• strikes or labour disputes;
• power or telecommunications outages;
• internet, cloud, or hosting provider failures;
• cyber incidents affecting third-party infrastructure;
• governmental orders; and
• changes in law materially affecting Platform operations.

16.2 Effect of Force Majeure

If a Force Majeure Event affects the Platform or the Company’s performance, affected obligations may be suspended for the duration of the event.

The Company will use reasonable efforts to mitigate the impact and resume affected services as soon as reasonably practicable.

16.3 Notification and Extended Events

Where reasonably practicable, the Company may notify Organizations of material Force Majeure Events affecting access or key functionality.

If a Force Majeure Event continues for an extended period and materially frustrates operation of the Platform, the Company may suspend or discontinue the Platform or affected functionality.

16.4 No Breach

Failure or delay caused by a Force Majeure Event will not constitute a breach of these Terms, provided that the Company uses reasonable efforts to mitigate the effects and resume performance.

17. Miscellaneous Provisions

17.1 Entire Agreement

These Terms, together with any documents expressly incorporated by reference and the applicable commercial agreement between the Company and an Organization, constitute the agreement governing access to and use of the Platform and supersede prior communications and understandings relating to such access and use.

17.2 Severability

If any provision of these Terms is held invalid, unlawful, or unenforceable, such provision will be enforced to the maximum extent permissible and the remaining provisions will remain in full force and effect.

17.3 No Waiver

No failure or delay by the Company in exercising any right under these Terms will operate as a waiver of that right.

17.4 Assignment

An Organization may not assign or transfer its rights or obligations under these Terms without the Company’s prior written consent, except where such assignment is expressly permitted under the applicable commercial arrangement.

The Company may assign or transfer these Terms in connection with a merger, acquisition, corporate reorganization, or transfer of the Platform business or relevant assets.

17.5 Relationship of Parties

Nothing in these Terms creates a partnership, joint venture, agency, employment, fiduciary, or other similar relationship between the Company and an Organization or User.

The Company provides the Platform as a technology and service platform, while the Organization remains responsible for its employment relationships, employee programmes, benefits, rewards, and internal policies.

17.6 Interpretation

Headings are for convenience only and do not affect interpretation.

References to laws include amendments, modifications, and re-enactments.

The words “including” and “such as” shall be construed without limitation.

17.7 Third-Party Beneficiaries

Except as expressly stated in these Terms, no person other than the Company and the relevant Organization or User has any right to enforce any provision of these Terms.

The Company’s affiliates, directors, officers, employees, contractors, and service providers are intended third-party beneficiaries of provisions that protect them, including disclaimers, limitations of liability, and indemnities, to the extent permitted by Applicable Law.

17.8 Survival

Provisions that by their nature are intended to survive, including Intellectual Property, disclaimers, limitations of liability, indemnification, dispute resolution, governing law, confidentiality, and applicable post-termination obligations, shall survive termination or expiry of these Terms.

18. Governing Law and Dispute Resolution

18.1 Governing Law

These Terms, and any dispute, controversy, or claim arising out of or relating to these Terms or the Platform, shall be governed by and construed in accordance with the laws of India, excluding its conflict of laws principles.

Any mandatory protections available under Applicable Law remain unaffected.

18.2 Arbitration

Any dispute, controversy, or claim arising out of or relating to these Terms or the Platform that is not resolved amicably shall be finally resolved by arbitration in accordance with the Arbitration and Conciliation Act, 1996, as amended.

The arbitration shall be conducted by a sole arbitrator appointed in accordance with Applicable Law.

The seat and venue of arbitration shall be New Delhi, India, and the proceedings shall be conducted in English.

The arbitral award shall be final and binding on the parties.

18.3 Jurisdiction of Courts

Subject to Clause 18.2, the courts at New Delhi, India shall have exclusive jurisdiction in respect of:

• applications for interim or injunctive relief in aid of arbitration; and
• enforcement of the arbitral award.

19. User Support and Grievances

19.1 Contact Information – Support

Organizations and Users may submit queries, complaints, support requests, or other communications relating to the Platform or these Terms by contacting: care@corpcash.in

19.2 Formal Grievances

For formal grievances relating to the Platform, Organizations and Users may contact the Company at: care@corpcash.in

19.3 Grievance Redressal Mechanism

Upon receipt of a grievance, the Company will acknowledge and take reasonable steps to investigate and address the matter in accordance with Applicable Law and its internal procedures.

The Company may designate appropriate personnel to handle grievances, and details of such personnel may be communicated through the Platform or other official communication channels where required.

19.4 Escalation

If an Organization or User does not receive a response within a reasonable timeframe or is dissatisfied with the resolution, the Organization or User may request escalation by writing to: care@corpcash.in

20. Acceptance

By registering for, accessing, or using the Platform, each Organization and User confirms that it has read, understood, and agrees to be bound by these Terms, as updated from time to time.

If an Organization or User does not agree to these Terms or any updated version of these Terms, it must discontinue use of the Platform.

Company: Kalp Digital Infra Private Limited Platform: Corpcash Support / Grievance Contact: care@corpcash.in